Telecom Italia S.p.A. announces final results and pricing of its tender offers

07/13/2012 - 06:30 PM

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Not for distribution in or into or to any person located or resident in the united states, its territories and possessions, any state of the united states or the district of Columbia (including Puerto Rico, the U.S. Virgin Islands, Guam, American Samoa, wake island and the Northern Mariana Islands) or in or into or to any person located or resident in any other jurisdiction where it is unlawful to distribute this document.

Telecom Italia S.p.A. (the Company) hereby announces the final results and pricing of its invitation to eligible Noteholders of its €650,000,000 6.75 per cent. Notes due 2013 (ISIN: XS0418509146) (the March 2013 Notes), €500,000,000 Floating Rate Notes due 2013 (ISIN: XS0312208407) (the July 2013 Notes), €500,000,000 7.875 per cent. Notes due 2014 (ISIN: XS0409510590) (the January 2014 Notes) and €750,000,000 4.75 per cent. Notes due 2014 (ISIN: XS0254905846) (the May 2014 Notes and together with the March 2013 Notes and the January 2014 Notes, the Fixed Rate Notes and together with the July 2013 Notes, the Notes and each a Series) to tender their Notes for purchase by the Company for cash (the Offers).

The Offers were made on the terms and subject to the conditions set out in the tender offer memorandum dated 6 July 2012 (the Tender Offer Memorandum). Capitalised terms used in this announcement and not otherwise defined have the meanings ascribed to them in the Tender Offer Memorandum.
 

As at the Expiration Deadline of 5.00 p.m. (CET) on 12 July 2012, an aggregate nominal amount of €777,298,000 of Notes has been validly tendered in the Offers.

The Company regards the Offers as being very successful in achieving its objectives and has decided to (i) increase the Maximum Acceptance Amount from €500,000,000 to €777,298,000; and (ii) accept for purchase all Notes validly tendered as set out below.

The Company is therefore very pleased to provide liquidity to all those Noteholders who validly tendered their Notes in the Offer.

The Purchase Price for each Series of Fixed Rate Notes accepted for purchase was determined at or around 2.00 p.m. (CET) today in the manner described in the Tender Offer Memorandum by reference to the sum of the relevant Purchase Spread and the relevant Benchmark Rate as follows:

 

January 2014 Notes

July 2013 Notes

March 2013 Notes

May 2014 Notes

Order of Priority

1

2

3

4

ISIN

XS0409510590

XS0312208407

XS0418509146

XS0254905846

Outstanding Nominal Amount

€500,000,000

€500,000,000

€645,000,000

€673,000,000

Reference Benchmark

January 2014 Interpolated Rate

N/A

8 months              EURIBOR Rate

May 2014 Interpolated Rate

Benchmark Rate

0.867%

N/A

0.871%

0.751%

Purchase Spread

161 bps

N/A

82 bps

229 bps

Purchase Yield

2.477%

N/A

1.691%

3.041%

Purchase Price

107.914%

99.50%

103.363%

103.002%

Accrued Interest

3.808%

0.340%

2.182%

0.768%

Series Acceptance Amount

€215,893,000

€232,350,000

€212,855,000

€116,200,000

Scaling Factor

N/A

N/A

N/A

N/A

Nominal Amount outstanding after the Settlement Date

€284,107,000

€267,650,000

€432,145,000

€556,800,000

The applicable Purchase Price together with Accrued Interest will be paid to Noteholders whose Notes have been accepted for purchase by the Company. Settlement is expected to occur on 17 July 2012.

BNP Paribas, Citigroup Global Markets Limited and Merrill Lynch International acted as the Dealer Managers for the Offers and Citibank, N.A. acted as the Tender Agent.

Questions and requests for assistance in connection with the Offers may be directed to:

SOLE STRUCTURING ADVISOR

Citigroup Global Markets Limited

Citigroup Centre

Canada Square

Canary Wharf

London E14 5LB

United Kingdom

Attention: Liability Management Group

Telephone: +44 (0)20 7986 8969

Email: liabilitymanagement.europe@citi.com

THE DEALER MANAGERS

BNP Paribas

10 Harewood Avenue

London NW1 6AA

United Kingdom

 

 

 

Attention:

Liability Management Group

Telephone: +44 (0) 20 7595 8668

Email: liability.management@bnpparibas.com

 

Citigroup Global Markets Limited

Citigroup Centre

Canada Square

Canary Wharf

London E14 5LB

United Kingdom

 

Attention:

Liability Management Group

Telephone: +44 (0)20 7986 8969

Email: liabilitymanagement.europe@citi.com

 

Merrill Lynch International

2 King Edward Street

London EC1A 1HQ

United Kingdom

Attention: John Cavanagh / Tommaso Gros-Pietro

Telephone: +44 207 995 3715 / +44 207 995 2324

Email: john.m.cavanagh@baml.com / tommaso.gros-pietro@baml.com

THE TENDER AGENT

Citibank, N.A.

13th Floor

Citigroup Centre

Canary Wharf

London E14 5LB

United Kingdom

Telephone: +44 (0)20 7508 3867

Attention: Exchange Team – Agency & Trust

Email: exchange.gats@citi.com

Disclaimer

This announcement must be read in conjunction with the Tender Offer Memorandum.

Neither this announcement nor the Tender Offer Memorandum constitutes an invitation to participate in the Offers in any jurisdiction in which, or to any person to or from whom, it is unlawful to make such invitation or for there to be such participation under applicable securities laws. The distribution of this announcement and the Tender Offer Memorandum in certain jurisdictions may be restricted by law. Persons into whose possession either this announcement or the Tender Offer Memorandum comes are required by each of the Company, the Dealer Managers and the Tender Agent to inform themselves about, and to observe, any such restrictions.

 

Rome, 13 July 2012